Page 1

VASTA PLATFORM Vasta to acquire Editora Eleva February 23 , 2021 SÃO PAULO , Brazil , Feb. 22 , 2021 ( GLOBE NEWSWIRE ) -- Vasta Platform Limited ( " Company " ) ( NASDAQ : VSTA ) today announced the execution by its subsidiary , Somos Sistemas de Ensino S.A. ( " Somos Sistemas " ) , of a Sale and Purchase Agreement to acquire ( the " Acquisition " ) , subject to certain conditions precedent , Editora Eleva S.A. ( " Editora Eleva " ) , a K - 12 education platform provider , from Eleva Educação S.A. ( " Eleva " ) . As consideration for the Acquisition , Vasta will pay a purchase price amounting to R $ 580 million , subject to certain price adjustments , in installments over a 5 - year period ( each installment adjusted by the positive variation of the CDI index ) , which corresponds to a multiple of 16.6x the EBITDA of Editora Eleva for the year ended on December 31 , 2020 . In addition to the Acquisition , Saber Serviços Educacionais S.A. ( " Saber ' ) , an affiliate of Cogna Educação S.A. that operates the group's proprietary schools , agreed to sell , subject to certain conditions precedent ( including , but not limited to , the satisfaction of all conditions precedent for closing of the Acquisition ) , up to all of the K - 12 schools owned by it to Eleva . Also , upon closing of the Acquisition , Somos Sistemas and Eleva will enter into a commercial agreement setting forth the main terms that will guide a long - term partnership with Eleva , including the sales of learning systems materials to approximately 90 % of the students of the schools currently owned by Eleva , as well as any greenfield or newly - acquired schools with the same business profile and all schools that are acquired from Saber , during a period of 10 years . The commercial agreement also provides for a commercial discount amounting to R $ 15 million per year , valid for the first 4 years after execution of the commercial agreement and granted by Somos Sistemas for the benefit of Eleva . The consummation of the Acquisition is subject to certain customary conditions precedent , including the approval of the Brazilian antitrust authority and the closing of the sale of the schools by Saber as described above . The Company believes that the Acquisition will be a meaningful addition to the Company's portfolio of education platforms , providing new clients , market experience , and potential cost synergies . The Company will provide notice of the closing of the Acquisition . CONFERENCE CALL The Company will also host a corresponding conference call and webcast on February 23 , 2021 at 10:00 a.m. Eastern time . Investors may listen to the conference call ( ID : Vasta ) by dialing +1 ( 412 ) 717-9627 or +1 ( 844 ) 204-8942 at 10:00 a.m. Eastern Time on February 23 , 2021. An audio replay of the call will be available through March 03 , 2021 by dialing +55 ( 11 ) 3193-1012 and entering access code 1742960 # . A live and archived webcast of the call will be available on the following link : https://webcastlite.mziq.com/cover.html?webcastId=21f06a56-472b-4e0d-b533-8d1de8eba84b . VASTA'S MISSION Our mission is to help private K - 12 schools to be better and more profitable , supporting their digital transformation . ABOUT VASTA Vasta is a leading , high - growth education company in Brazil powered by technology , providing end - to - end educational and digital solutions that cater to all needs of private schools operating in the K - 12 educational segment , ultimately benefiting all of Vasta's stakeholders , including students , parents , educators , administrators and private school owners . Vasta's mission is to help private K - 12 schools to be better and more profitable , supporting their digital transformation . Vasta believes it is uniquely positioned to help schools in Brazil undergo the process of digital transformation and bring their education skill - set to the 21st century . Vasta promotes the unified use of technology in K - 12 education with enhanced data and actionable insight for educators , increased collaboration among support staff and improvements in production , efficiency and quality . For more information , please visit ir.vastaplatform.com . CONTACT Investor Relations +55 11 3133 7311 ri@somoseducacao.com.br FORWARD - LOOKING STATEMENTS This press release contains forward - looking statements that can be identified by the use of forward - looking words such as " anticipate , " " believe , " “ could , ” “ expect , ” “ should , ” “ plan , ” “ intend , ” “ estimate ” and “ potential , ” among others . Forward - looking statements appear in a number of places in this press release and include , but are not limited to , statements regarding our intent , belief or current expectations . Forward - looking statements are based on our management's beliefs and assumptions and on information currently available to our management . Such statements are subject to risks and uncertainties , and actual results may differ materially from those expressed or implied in the forward - looking statements due to of various factors , including ( i ) general economic , financial , political , demographic and business conditions in Brazil , as well as any other countries we may serve in the future and their impact on our business ; ( ii ) fluctuations in interest , inflation and exchange rates in Brazil and any other countries we may serve in the future ; ( iii ) our ability to implement our business strategy and expand our portfolio of products and services ; ( iv ) our ability to adapt to technological changes in the educational sector ; ( v ) the availability of government authorizations on terms and conditions and within periods acceptable to us ; ( vi ) our ability to continue attracting and retaining new partner schools and students ; ( vii ) our ability to maintain the academic quality of our programs ; ( viii ) the availability of qualified personnel and the ability to retain such personnel ; ( ix ) changes in the financial condition of the students enrolling in our programs in general and in the competitive conditions in the education industry ; ( x ) our capitalization and level of indebtedness ; ( xi ) the interests of our controlling shareholder ; ( xii ) changes in government regulations applicable to the education industry in Brazil ; ( xiii ) government interventions in